CF Acquisition VII(CFFS)

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CF Acquisition VII(CFFS) - 2022 Q1 - Quarterly Report
2022-05-13 20:16
[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) Presents unaudited condensed financial statements and management's analysis for CF Acquisition Corp. VII [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Details CF Acquisition Corp. VII's unaudited condensed financial statements for Q1 2022, covering balance sheets, operations, and cash flows [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) Reports total assets of **$187.0 million**, primarily in a trust account, and a stockholders' deficit of **$3.5 million** Condensed Balance Sheet Data (Unaudited) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $25,000 | $497,957 | | Cash equivalents held in Trust Account | $186,153,010 | $186,150,000 | | **Total Assets** | **$187,033,444** | **$187,627,082** | | **Liabilities & Stockholders' Deficit** | | | | Total Liabilities | $4,406,535 | $4,696,272 | | Class A common stock subject to possible redemption | $186,150,000 | $186,150,000 | | Total Stockholders' Deficit | ($3,523,091) | ($3,219,190) | | **Total Liabilities and Stockholders' Deficit** | **$187,033,444** | **$187,627,082** | [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) Shows a net loss of **$343,533** for the three months ended March 31, 2022, primarily from administrative costs Condensed Statement of Operations (Unaudited) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | General and administrative costs | $267,091 | $1,047 | | Loss from operations | ($347,104) | ($1,047) | | Interest income on investments held in Trust Account | $3,571 | $0 | | **Net loss** | **($343,533)** | **($1,047)** | | **Basic and diluted net loss per share** | **($0.01)** | **($0.00)** | [Condensed Statements of Changes in Stockholders' Equity (Deficit)](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity%20(Deficit)) Details the increase in stockholders' deficit to **$3.52 million**, mainly due to the net loss for the quarter - The total stockholders' deficit grew to **$(3,523,091)** as of March 31, 2022, from **$(3,219,190)** at the end of 2021, mainly due to the net loss incurred during the quarter[16](index=16&type=chunk) [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Reports net cash used in operating activities of **$1.13 million** and a decrease in cash balance to **$25,000** Condensed Statement of Cash Flows Highlights (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2022 | | :--- | :--- | | Net cash used in operating activities | ($1,126,686) | | Net cash provided by investing activities | $561 | | Net cash provided by financing activities | $653,168 | | **Net change in cash** | **($472,957)** | | **Cash - end of the period** | **$25,000** | [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) Details the company's SPAC operations, IPO, related-party transactions, and timeline for business combination completion - The company is a SPAC formed to effect a business combination, focusing on industries like financial services, healthcare, real estate, technology, and software[24](index=24&type=chunk)[25](index=25&type=chunk) - On December 20, 2021, the company consummated its IPO of **18,250,000 units** at **$10.00 per unit**, generating gross proceeds of **$182.5 million**; **$186.15 million** was placed in a trust account[27](index=27&type=chunk)[30](index=30&type=chunk) - The company has until **June 20, 2023** (18 months from IPO closing) to complete a Business Combination, or it will be required to liquidate and redeem public shares[38](index=38&type=chunk) - The Sponsor has committed to purchase **$10 million** of units and **250,000 shares** of Class A common stock concurrently with an initial Business Combination through a forward purchase contract[37](index=37&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Discusses the company's status as a blank check company, its net loss, and reliance on sponsor loans for liquidity - The company is a blank check company formed to effect a business combination, focusing its search on financial services, healthcare, real estate services, technology, and software industries[129](index=129&type=chunk)[130](index=130&type=chunk) - For the three months ended March 31, 2022, the company reported a net loss of approximately **$344,000**, primarily from general, administrative, and franchise tax expenses[140](index=140&type=chunk) - As of March 31, 2022, the company had a working capital deficit of approximately **$3.66 million** and is reliant on sponsor loans for liquidity, with **$4.3 million** outstanding[136](index=136&type=chunk)[137](index=137&type=chunk) - The company has a contractual obligation to pay its advisor, CF&Co., a marketing fee of **$6,537,500** upon the consummation of an Initial Business Combination[143](index=143&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, CF Acquisition Corp. VII is exempt from providing market risk disclosures - As a smaller reporting company, CF Acquisition Corp. VII is not required to provide quantitative and qualitative disclosures about market risk[159](index=159&type=chunk) [Item 4. Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective as of March 31, 2022, with no material changes to internal control - Disclosure controls and procedures were effective as of the end of the reporting period, based on an evaluation by Certifying Officers[160](index=160&type=chunk) - No material changes occurred in internal control over financial reporting during the quarter ended March 31, 2022[162](index=162&type=chunk) [PART II. OTHER INFORMATION](index=33&type=section&id=PART%20II.%20OTHER%20INFORMATION) Covers legal proceedings, risk factors, equity sales, and exhibits for the reporting period [Item 1. Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings during the period - There are no legal proceedings to report[165](index=165&type=chunk) [Item 1A. Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors, but new SEC proposed rules for SPACs could adversely affect business combination completion - No material changes have occurred from the risk factors disclosed in the Annual Report on Form 10-K filed on March 31, 2022[166](index=166&type=chunk) - New SEC proposed rules for SPACs (issued March 30, 2022) could adversely affect the cost and time required to complete an initial business combination[168](index=168&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds%20from%20Registered%20Securities) The company reported no unregistered sales of equity securities or use of proceeds from registered securities - The company reports 'None' for this item[169](index=169&type=chunk) [Item 6. Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including officer certifications and XBRL data files - The report includes exhibits such as CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and Inline XBRL documents[175](index=175&type=chunk)
CF Acquisition VII(CFFS) - 2021 Q4 - Annual Report
2022-03-31 20:29
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41166 CF ACQUISITION CORP. VII (Exact name of registrant as specified in its charter) | --- | --- | |---------------------------------- ...